The Aburame's Nine-Tailed Arachnid
by Grenfell
Summary: One night, young Naruto made a mistake as he played in the forest. His mistake gave him thousands of new friends and a new family. Now Naruto will work to strengthen his new family as he becomes the Second Darkness of the Shinobi. Intelligent/Naru. Aburame/Naru. Nicer Danzo. Slight AU.
1. Prologue

**A/N "Grenfell does not own Naruto!" I hope you enjoy the latest product of my mad imagination.**

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 **Konohagakure**

A young five year old child could bee seen running through a dark forest at night. The boy was wearing a black t-shirt, with an orange spiral in the middle of the back. He also wore loose fitting orange shorts and black sandals. His blonde, spiky hair held back by a pair of thin, black goggles, with orange tinted glasses. This boy was Uzumaki Naruto.

Naruto had always been a curious child. Sadly he was also a child that the orphanage he stayed at tended to neglect. While they would feed him, they would never make sure that he was actually at the orphanage or that he was on time for a meal, if he didn't show up on his own, then he didn't eat. The combination of these two things lead the boy to his current situation, having wandered into what is widely known as the Forest of Death.

Naruto, didn't know why but he had always preferred the dark. It was calm and there were know odd stares from the people around him. Being the young and curious child that he was, when he found a section of a nearby forest that he played in that was blocked off, he simply had to find out why.

Walking through some bushes, he found a large cave that appeared to be covered in strands of some white, sticky substance. Deciding to explore the interesting cave, Naruto slowly made his way in. It didn't take long for him to come across a large, cavernous dead end. However, within the cavern was a most curious sight. Standing in the middle of the floor was a gray spider the size of his hand, with orange spikes decorating its abdomen.

Like any other five year old boy when confronted with an odd bug, Naruto did the most sensible thing he could think of. He walked up to it and poked it. The spider took the opportunity presented and jumped onto Naruto's arm. It quickly climbed up his body, and made for the child's face. Naruto barely had time to let out a scream, before the spider dove into his mouth.

Deep within Naruto's mind, an ancient nine-tailed fox watched all this transpire. As the spider began making it's way into Naruto's body, the creature took pity on his container and used it's influence to temporarily shut the boy's mind down.

Outside of his container, the fox could sense more spider's coming. Entering through various locations on his body, burrowing in threw his skin. The fox quickly tried to think of a way to save his container's, and subsequently his own, life from the man-eating spiders.

An idle thought, that is what cemented his decision. The thought of the strange humans who sent insects from within their bodies in an attempt to drain his chakra and weaken them, pathetic at the time but now... _**'Yes, this should work perfectly, I wonder what other affects this might have.'**_ and with that thought, the Kyuubi used the seals weakening from the dying container as a catalyst to flood his chakra through the body. Though most of the organ's were largely gone, the flesh was easily re-sewn. Even the eyes could be brought back, though there would be some scarring around them from his chakra.

 _One Month Later_

 **Hokage Tower**

It had been a month since Naruto had been found within the lair of the Yokai Spiders. They were a breed of spider's that had lived within the cave in the Forest of Death since the village's founding. While dangerous in their own territory, they were easy to contain, So long as you could find their queen before a group of them entrenches itself, the outliers died off quickly.

This brought Sarutobi Hiruzen to his latest dilemma. When the Kyuubi's chakra surge had been felt, coming from the Yokai Spider's most well know lair, he quickly got together a team of fire users to try and rescue the young Jinchuriki. However, upon arriving within the lair, they found if to be empty, save for the collapsed body of Naruto.

Not one to look a gift horse in the mouth, Hiruzen had quickly whisked Naruto away from the forest and brought him to a hospital.

It was due to that hospital visit, that one Aburame Shibi stood across from him, a slight buzzing sound, emanating from his thick coat, "Let me see if I understand this right." Hiruzen began, as he puffed on his pipe.

"Upon discovery of the Yokai spider's inhabiting Naruto's body and working with his chakra system, the Aburame clan has decided that they would like to adopt young Naruto-kun. This decision was reached due to the idea that you would be the best in the village to help him learn to control his new 'hive', for lack of a better term." At Shibi's nod Hiruzen let out a sight before nodding.

"Very well, I can't argue against that and he is an orphan so there won't be any trouble here. Just... look after the boy for me."

Shibi nodded as he left the room. What he hadn't told the Hokage was that there was another reason for why he wanted to adopt Naruto. The other reason almost made him smile as he took out a photo of his old Genin team.

The picture showed a younger Shibi, in a dark green, high-collared zipped up, hooded trench coat and matching pants. To his left was a younger version of Inuzuka Tsume grinning wildly, wearing bandages over her chest and long, dark blue pants over her shoe-less feet. To his right was a girl with long crimson hair, her eyes were closed due to a large grin as she held up a peace sign towards the camera. She wore a long-sleeved blue shirt with a white spiral on the front and black shorts, on her feet was a pair of blue shinobi sandals. Finally behind them was a stoic, middle aged man with black hair, wearing a black version of Konoha's Jounin attire, with red straps. This was Danzo Shimura, Team Two's sensei. _'It seems I will be taking care of your little larva after all Kushina.'_

 _5 years later_

 **Aburame Compound**

Naruto woke up at the crack of dawn as he usually did. The past five years had been... interesting for the blonde. After he had been informed of his adoption into the Aburame clan, he had began learning about his new 'friends'. He learned that the spider he found in the forest was part of a breed that was known for being able to take down most Jounin when caught alone, why he was alive was a real puzzle for the ten year old.

At first learning to control the spider's was difficult and the sensation of little being's crawling around inside his body was odd, but he slowly became used to it. Luckily there were enough similarities that the Aburame were able to help him grow used to the oddities. Things like hearing the multitude of tiny voices in his head, which was explained as a form of telepathic communication that can develop when one bonds with their swarm.

One day Naruto watched some of the Aburame sparring in their private training ground. Having always wanted to be a shinobi, he attempted to find ways to use his own swarm for fighting. His first challenge was how to get the spiders to move outside of his body. While a trio of holes at the base of his neck were revealed to allow passage, Naruto wanted more, in order to be more efficient. About a year ago the solution to his problem popped up, literally overnight. He went to bed, thinking of ways that he could get the spiders to move out of his body and when he woke up he was sporting a somewhat large hole. as he panicked at being able to see into his arm, he accidently triggered something within his brain that caused the whole to close, revealing the palm of his hand once more.

At first the idea had frightened Naruto, but after a quick discussion with Shibi, Naruto accepted the changes to his hands and, through a lot of meditation and practice, discovered the trigger that would open the new paths for his spiders in his hands. This event also made the Aburame clan head have to reveal a bit of information to Naruto about his body.

Unlike most Aburame, who's chakra network is invade by their bug's, Naruto's entire body housed his spiders. Whatever had changed them, sadly wasn't fast enough to happen prior to the spider devouring most of his insides, his lungs and brain were largely fine, however they now required the spider's to transfer the needed nutrients and oxygen to them, a job the spiders seemed to do on an instinctual level. Naruto also seemed to have an instinctual level of control over his spiders, too the point where they would act at a mere thought. This forced the Aburame to focus on helping Naruto learn self control, as they had more than once caught spiders sneaking a night time snack out of the kitchen.

As Naruto finished dressing for the Academy, he noticed his appearance in the mirror. His blonde spiky hair was still it's normal short length. Like most Aburame, he had taken to wearing a long, high-collared, hooded coat, though his was black. He also wore black fingerless gloves, that had a hole cut out in the palms. On his legs were a pair of black pants, tucked into grey combat boots. Unlike other Aburame, however, Naruto chose to wear his black and orange goggles, who's shades had been darkened slightly to hide his eyes while providing perfect vision.

Naruto quickly grabbed his breakfast with Shino, the son of the man who had adopted him and the clan heir of the Aburame. After breakfast, the two calmly walked to school as they usually did, most people going out of their way to avoid the creepy Aburame.

Within his office Shibi sat studying a Yokai spider that Naruto had allowed him to take. Like the Hokage, Shibi suspected that the Kyuubi was responsible for both Naruto still being alive and the changes in the spiders, such as the reduction of the species size by half of what they were originally. Through his studies, he had managed to discovered that the spider's, much like his own kikaichu, could feed off chakra, however their bite, left a mild paralytic toxin, not enough to kill but it could incapacitate if allowed to flow threw the system. This could be both a blessing and a curse, while it might make capturing a target faster, it would also be more noticeable when a single spider was leaching chakra, then when a kikaichu did it. He had also learned quickly that the spider's were aggressive towards other beings when one of his kikaichu decided to get to close to the spider during one of his tests.

Another weakness that was discovered was that the spider's were incapable of flight, while that wouldn't exclude most of the clan jutsu from the blonde, it would make some of their more prepared traps difficult to manage.

During one of their first family dinner's Shibi and his wife, Sumi, had been shocked by Naruto's spider's coming out of his neck and start eating the food on his plate. When they had returned to his body, the two questioned him on why the spiders stole his food. His response had been to question what they meant, that the spiders had told him they were bringing the food too him instead of having him waste energy by doing it himself. It was then they discovered that the spiders could act almost like a stomach for the blonde. Though he would still eat normally when around those that weren't part of his new family.

Shibi watched as the spider began to slowly move around faster in the cold enclosure he had placed it in, _'Hmm, highly adaptive, at least to cold temperature, fire seems to kill them. Stolen, albino centipede toxin gland made clear integration into spider's system, produces similar toxin when attacking prey. Wonder what else it could adapt to system.'_

 **Konoha Academy**

Naruto sat at the back of the classroom alongside Shino and some boy name Sai, who had a creepy grin on his face. As Iruka-sensei was going into detail about the Shodaime's life, Naruto was idly playing with one of his orange-spiked spiders, making the smaller spider crawl up and down a strand of silk on his finger.

He suddenly found an eraser flung at his head. As it struck home, his hand flew out and the spider was sent flying to the front of the room, much to the disgust of the girls in the classroom.

"Naruto! if you are able to pay attention to a bug, then you should be able to pay attention to my lectures! Now, what was the name of the Shodaime's wife?" Iruka tried to question. Sadly he was cut off by the shrieks in the room as the small spider ran around the room erratically.

Iruka sighed before shouting loudly "Shut up!" he began managing to quiet the room, though some girls eyed the spider warily, "Naruto, for the peace of the class could you please collect your spider and then answer the question."

Naruto silently nodded before he held his hand out onto the ground, the hole in his palm opening, much to the disgust of those who could see it. As if hearing a mental call, the spider raced off towards the hand and disappeared into the heavily covered boy.

"The Shodaime's wife was named Senju Mito, formerly Uzumaki Mito." the boy finally answered, his voice quiet, though a slight bit of his former exuberance could be heard in within his more monotone-like voice.

Iruka nodded, "Very good, now moving onto his brother Senju Tobirama..." the teacher began to drone again.

Naruto just sighed as he picked up a raised eyebrow, _'is the spiderling alright?'_ from his adopted brother. The blonde merely shrugged his shoulders, _'seems like it, no complaints from the others,'_ was his response. Over the years the two had managed to grow quite close, bonding over the oddities of their hives. While Naruto's was singularly unique, Shino did play host to a deadly variant of their flesh eating beetles. As the two spent more time together, they had begun to be able to communicate through subtle actions, rather than just talking.

As the two had neared their final year at the Academy, they had reflected over their performance so far. They did what they could to appear as middle students, not too bad and not too good. Naruto tended to excel in stealth, trap making, and taijutsu. Shino on the other hand had a tendency for chakra control, theory, and tended to score slightly higher in tests. Due to knowing some of their clan jutsu, they both scored high in ninjutsu and their hives helped them with the genjutsu portion of their learning.

While they hoped to be on the same team together, both knew that it wouldn't be likely. Most clan children were either put on teams from other clans or on civilian teams, in order to spread their talents around.

 _3 Years Later_

 **Hokage Tower**

The Sandaime Hokage looked across at the gathered Jounin, "Now that you have all seen the list of graduates, any who would like to make a team request, please step forward and list the names of the team you want, as well as what type of team you intend to make."

At Hiruzen's statement four figures stepped forward. The first was a red-eyed, black haired woman with a bandage-like dress draped over a red mesh shirt and a red sleeve flowing down her right arm, "I would like to request Hyuuga Hinata, Aburame Shino, and Inuzuka Kiba, for a hunter squad."

Hiruzen slowly nodded, "Very well, Yuhi-san your hunter squad is approved."

Next stood Sarutobi Asuma, a black haired, bearded man who wore the standard Jounin outfit, with a sash of the Daimyo's Twelve Ninja Guardians tied at his waist, "I would like to request this generation of the Ino-Shika-Cho trio for a capture and interrogation squad."

Once again the older Sarutobi nodded his head and approved the team.

A lazy looking Jounin, with a clue mask covering half his face and gravity defying silver hair stepped forward, "I request Uchiha Sasuke, Haruno Sakura, and Aburame Naruto for an assault squad."

Hiruzen was about to sign off on this team before the fourth presence made itself known, revealing the dark robed presence of Shimura Danzo, "Pardon, Hatake-san but I must protest the presence of the Aburame on your team."

Kakashi glared momentarily at the devious Elder before re-adopting his calm mask, "Oh, and why would that be Danzo-san?"

Danzo chuckled lightly, "Due to the Aburame's 'condition' as well as his unique hive, I would say you are one of the one's least equipped to train him, therefore I would like to request the team consisting of Aburame Naruto, Sai, and Kurama Yakumo for an espionage and assassination squad."

The Sandaime's eyes widened in surprise at his old rival's request. Meanwhile Kakashi lazily waved his hand in the air, "Aren't you a bit old to be taking on a Genin team Danzo-san?"

Danzo merely chuckled wryly, "I still have life left, and if there is a mission I can't join them on, I have some 'guards' who can ensure their safety and even teach them a thing or two in my absence."

At the mention of his guards, Danzo sent a small look towards Hiruzen who knew he was referring to his Root operatives.

Hiruzen sat back in his chair, "So you both wish for Naruto-kun in your teams, very well, each will explain their reasoning and why they believe they would be the better sensei for this student.

Kakashi stepped forward to begin speaking, "I knew his parents and can help him with learning his father's jutsu. Also as a Jinchuriki, he would be capable of being a ninjutsu powerhouse, which would be perfect on an assault team."

Danzo stepped forward, a serious expression on his face, "I must protest, Hatake-san's insistence that he can help young Naruto with his father's techniques as he himself has never been able to complete it. Further more, Jiraya can easily be brought it to help in that regard, no matter who the child's sensei is. As for my qualifications, I taught his mother and have had past experience teaching Aburame who have unique hives, one being the kidaichu hive that Shibi utilizes and the other being Torune and his rinkaichu hive. I also have reports that his spider's posses various potent venoms that can be utilized for assassinations, the Aburame attitude he has gained would also lend him well to the assassination field rather than frontal assault."

After Danzo's lengthy explanation, Sarutobi Hiruzen came to a decision.

 **Konoha Academy**

Umino Iruka looked over the newest graduating class of Konoha. Sighing to himself as he thought about the casualties that were likely to result before some of them got the fact that shinobi missions could very easily be deadly, threw their heads.

"Alright here are your team assignments, keep in mind that they were formed by the Hokage, so there is to be know arguing with the decision. Team One... Team Seven: Uchiha Sasuke, Haruno Sakura, and Ami, under Jounin Hatake Kakashi. Team Eight: Inuzuka Kiba, Hyuuga Hinata, and Aburame Shino, under Jounin Yuhi Kurenai. Team Nine is still in rotation. Team Ten: Yamanaka Ino, Nara Shikamaru, and Akimichi Choji, under Jounin Sarutobi Asuma. Finally Team Eleven: Aburame Naruto, Kurama Yakumo, and Sai, under Jounin..." Iruka paused as he saw the name, _'This can't be right, I thought he was retired,'_

Realizing that he left the final team without a name, he decided to read it off and hope for the best, "Team Eleven under Shimura Danzo."

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 **A/N Alright so I took some liberties with Biology fun! Also don't expect too many descriptions of what the spiders are doing, slight spider issues and this chapter was annoying to write thanks to that. For the spider's imagine a normal wolf spider, color it black and have orange spikes coming off of the top of it's abdomen. I am trying to avoid any real bashing with this (outside of what is shown in canon).**

 **As far as pairings go, I'm thinking either one of the less used females (maybe Fu or Shizune) or, far less likely, a Kiba pairing (though I don't particularly want to due a yaoi pairing with this particular story) we will just have to see where the story takes us. Until next time!**


	2. Training Days and First Mission

**A/N "Grenfell does not own Naruto" Now please enjoy the story!**

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 **Konoha Academy**

After the team announcements were called, the newest Genin teams of Konoha began to get to know their teammates. Naruto himself was sitting between Sai and Yakumo, a baby spider idly dancing around his fingers. The blonde thought over what he knew of his new teammates.

Yakumo was a talented kunoichi with a promising future as a genjutsu specialist. She had long brown hair and light brown eyes. The Kurama heir was currently wearing a loose red shirt, with long, loose sleeves that fell half way down her hands. Over her legs she wore calf length white pants with her kunai and shuriken pouch on her thighs and a small bag for her painting equipment on her lower back. Finally she a pair of black shinobi sandals and her hitai-ate tied around her neck. Her clan's bloodline made any genjutsu she creates fool the victim's brain into thinking that it was real, though she had only shown real skill in painting based genjutsu. She also had a decent drawing speed, which was a plus for her brand of jutsu. There were also rumors a while back that she her powers were unstable and had caused the death of her family, however seeing as she was now a graduated Genin, Naruto figured they were simply rumors. Physically she was rather pathetic, but unlike certain members of his class, he was actively trying to improve herself.

Naruto had met Yakumo during his second year at the Academy. At the time she had needed a cane to help her walk around, but she soon was able to walk on her own. They honestly hadn't spoken much, though for once it didn't seem like it was because she thought he was a "creepy Aburame", the two simply didn't have much in common, though they did hang out on occasion when Sai decided it was 'stalk Naruto day', the two painters having discovered a common interest in comparing notes on their art.

Speaking of Sai, the boy had short, straight black hair, dark eyes and pale, white skin. Like Yakumo, he too kept a small pouch for his painting supplies on his lower back. He wears a short black-and-grey jacket with red straps overtop a grey high-collared midriff shirt, black pants, shinobi sandals and gloves with his index and thumb fingers exposed. Finally the creepy boy was displaying his hitai-ate on his forehead. Sai had exhibited a specialization for paint based ninjutsu, on top of excelling in almost all the academics, such as history and math, within the Academy.

Sai was an oddity in Naruto's opinion. He was an okay guy most of the time, when he wasn't giving you a weird or offensive nickname. However, sometimes he did or said things that set off red warning bells in your head. Sai could often be found in the red-light district talking with questionable individuals, when questioned, he would just smile that creepy smile of his and say "Don't worry about it." He also asked the oddest questions like, "Why do parents protect their children?" or "He merely died, why cry about it?" The oddest thing was the Sai wasn't being purposefully blunt or rude, he seemed to be honestly curious. It was then that Naruto had decided that Sai was more than likely the perfect example of a sociopath.

Finally he noticed Sai trying to get his attention, "So Arachno boy, do you know anything about our new sensei?"

Naruto let out a long suffering sigh, idly noticing from the corner of his eye that Yakumo was working intently on a picture on her small hand notepad, tongue slightly sticking out from concentration. Finally he addressed his teammate, "First of Sai, my name is Naruto, not 'bug boy', arachno boy', 'blondie', or any variation of my attributes. Secondly, if I remember from tou-sama's remarks about the council meetings, Shimura Danzo is one of the elders that advices the Hokage. He is also known as a war hawk and the Darkness of Shinobi, though tou-sama did say that, while some see him as an extremist, he merely does what he views as necessary to support the great tree of Konoha. I suppose we will have to see for ourselves."

Sai quickly took out a book he seemed to have been carrying with him, "But the book says that using nicknames is one of the better ways to facilitate a friendship."

Naruto quickly took a look at the title on the cover 'How to Make Friends, by Senju Nawaki' he could feel a headache coming.

Before he could say anything his thoughts were interrupted by the classroom's door being opened. A dark robed elderly man, carrying a cane slowly walked in. The man was noticeably crippled, having bandages wrapped around on of his eyes and an x shaped scar on his chin. Finally he stood before the classroom, "Team 11, with me if you would."

The three Genin quickly followed after the old man as he lead them to an innocuous tree in training ground 25. Throughout the walk Yakumo had continued drawing her picture, Sai kept reading his book, and Naruto played with his spiders. Finally Danzo stopped before the tree and placed the tip of his cane against the ground, "What you are about to see is highly classified, as such you will have a seal placed onto the back of your tongue before you leave, forbidding you to talk about certain things. This seal will also act as a suicide capsule if it is ever forcibly removed, this will be your last chance to leave this team and try to join a more lenient squad at next year's graduation. Do you each except this squad and everything it means?"

Naruto immediately nodded his head as he stepped forward, prepared for the lengths he would have to go to keep his home safe.

Sai quickly followed him with a low, "Hai, Danzo-sensei."

"I'm ready to repay my home for giving me the chance to follow my dreams." Yakumo stated firmly, a determined glint in her eye, having put her sketchbook away.

Danzo looked them each over, looking for any sign of hesitation. Seemingly satisfied he sent a quick pulse of chakra through his cane and into the ground. This cause a system of seals to light up and open a passage way, leading deep into the roots of the tree.

"We don't want any spies from finding out about what you will be training in or what you can do, therefore your team shall be meeting here, later you will be given a list of some of the access points that you may enter through. At all times there is a sensor nin at these points to see if it is safe to open them." Danzo explained at their questioning looks.

Team 11 had quickly made there way into a large arena styled room. The Genin lining up before their aged sensei, "State you names, likes, dislikes, specialties, and dreams."

Yakumo excitedly stepped forward, "I'm Kurama Yakumo, heiress of the Kurama clan. My likes are; painting, drawing, genjutsu, and tea ceremonies. My dislikes are; those who dislike my art, judgmental people, people who jump to conclusions, and fan girls. My specialty is genjutsu. Finally my dream is to become the greatest genjutsu mistress in the world!"

Sai spoke up next, "My name is Sai. My likes are; drawing, reading, and making friends. My dislikes are; books with bad instructions, emotions that make no sense, and dick-less shinobi who have a much to large ego. My specialty is drawing based ninjutsu. My dream is... to understand humans."

Naruto sighed as his turn came, "I'm Aburame Naruto. My likes are; my family, spiders, insects, and the color red. My dislikes are; ignorant villagers, people who kill spiders without reason, and those who threaten the Aburame or the village. My specialty is my usage of spiders. My dream is to support the great tree of Konoha in any way that I can."

Danzo smirked at that, _'I wonder if the boy knows the significance of that phrasing.'_ "My name is Shimura Danzo. My likes are; Konoha, debating with Hiruzen, shogi, and my last Genin team. My dislikes are; brashness, loud noise, idealism, and those who refuse to learn. My specialty is wind based ninjutsu and sealing. My dream is to make sure that the next generation of Konoha will be able to due what it takes to defend our home and nation."

Danzo noticed that Naruto suddenly flinched, "Is something the matter Aburame-san?"

Naruto shook his head, "No, Danzo-sensei, it just seems as though tou-sama accidently killed a spider I lent him by accidently dropping it into a hot flame he was using to heat up it's container. Though I didn't think I would be able to tell when it would die, how interesting." the last part being a barely vocal mumble.

Danzo nodded as he slammed his cane down, making sure he had everyone's attention, "Now I have read your files and I have an idea of how we should go about training each of you."

As the Genin stood at attention, eagerly awaiting his words Danzo smiled and continued, "Sai and Yakumo, you two need to work on your drawing speed. While fine for a Genin, you would be easily stopped by a Chunin or higher opponent. We will also be giving you both special brushes with hidden tantos within, so that you wont be unarmed when the time comes. I will personally be teaching all three of you a bit about seals, in order to make carrying things easier and so you have to buy fewer supplies."

Next Danzo turned to Naruto, "For you Naruto, I will have you work with one of my guards Torune, while being an Aburame, like you he has a rather unique breed of the insects and can help you create techniques from your spiders. I would also like to request one of your spiders for study, so that we have a better idea of what we are working with."

Naruto gave him a nod before sending out one of his adult spiders to Danzo who quickly placed it in a container he had removed from his robes. Next Danzo through the boy a pair of intricate, claw-like gloves. They were black and appeared to have a system of wires running through them.

At Naruto's confused look Danzo explained, "These were a recent invention from Yuki no Kuni that I had procured. They are a pair of chakra wired gloves. With a small application of chakra, the claws shoot out at a speed, equivalent to the user's chakra, from there the wired claws are controlled by your chakra and will obey you. Once you are proficient enough with these, you should be capable of getting your spiders to your targets easier."

Naruto appeared about as ecstatic that you could expect an Aburame to be. The blonde finally had an answer to the question he had been asking himself, on top of a few new ways to attack his enemies.

Danzo smiled slightly at his Genin, glad to finally be teaching again, "Now that we have gotten the training figured out for your specialization's, we will talk about your general abilities. First off, you all will be engaging in physical conditioning and taijutsu training, under Mito Zen, a taijutsu specialist in my employ. He will help to find and train you in a style that both fits your style and preferred method of fighting. Then we will work on chakra control exercises. Finally we shall spend time studying strategy and general reading."

Danzo quickly looked over his new students to see how they felt about the training. Yakumo seemed please, having always wanted to improve her physical capabilities. Sai was oddly unreadable, even for Danzo. Naruto seemed excited, though that could be him still largely being focused on moving around his clawed gloves.

"Now, we shall apply the secrecy seal to the back of your tongues and that will be everything for the day. Naruto and Yakumo, you two will be expected to continue training with your clans in order to improve your techniques. Sai, since you are an un-adopted orphan, you shall now be living at the base here, your necessitates will be provided and you shall be given some training for your ink-based ninjutsu." The elderly man stated as he lead them to a sealing room.

 _One month later_

 **Root Base**

Danzo had used the past month to study Naruto's spider and had learned a number of things about the little things. On their base line they were slightly faster than most spiders and carried a rather deadly venom, it appeared to have a corrosive effect on anything it touched, oddly similar to reports of victims from the Kyuubi's chakra. Perhaps most amazingly was their ability to adapt. When placed in a variety of environments, the spider would have a few days of relative inactivity before becoming accustomed to the new environment.

He had also noted that the spider's could assimilate various aspects of it's prey such as the paralytic aspect of a Krait snake's venom or the stinger from a Tarantula Hawk Wasp, the spider gaining the stinger as a retractable entity near it's spinnerets. He had even fed the spider a Cicada, in hopes of seeing it gain wings, sadly nothing appeared to be gained, Danzo assumed it was due to the creature's adaption gene not finding anything viable for assimilation.

The most amazing discovery Danzo had made however was when he returned the spider to Naruto. As soon as it re-entered his body, the boy stood straight up, stock still and appeared to be listening to something. After a few minutes the boy had spoken an almost confused frown barely visible on his face, "The queen wants me to thank you for the acquisitions and that the spider would be assimilated with the various changes spread through the hive."

Naruto paused for a moment and, with a quick nod to himself continued, "Also the Cicada DNA will be moved to a separate breed within the hive, too much uniformity would weaken the hive and the overall genetic structure."

Once Danzo received this information, he was giddy with anticipation, just waiting to see what would come out of the spiders devouring more dangerous predators or even various shinobi, almost drooling at the thought of the spiders utilizing the Sharingan. Further experimentation was held off though, he didn't want Naruto to be completely reliant on his spiders adaptations after all.

The Genin's training with Zen had managed to make them all at least competent, in the deceptive style that Root implemented. Sadly none of them were particularly made for taijutsu and so a unique style would be more of a waste then an asset. The style consisted mostly of redirections, lethal strikes, and feints. On the bright side, they were able to each bring up their stamina and, in the case of his artist pair, drastically increase their drawing speed. He would put their physical abilities at high-Genin in Yakumo's case and mid-Chunin for Naruto and Sai.

The Genin had also had surprisingly good chakra control, having been able to master tree walking within a week and were now currently mastering water walking. Naruto had once again been rather surprising, being a Jinchuriki, he had expected the boy to have poor control, much like his mother. However, it would seem that his spiders once again had an unexpected side effect, they were able to regulate his chakra, ensuring that he used the most proficient amount of chakra for whatever the boy is attempting.

In their sealing instruction, the Genin had taken to the lessons surprisingly well, though he ensured that they stayed at storage seals and explosive tags. Danzo didn't want them to get into the more complex seals until they made Chunin.

In their academic lessons the blonde had once again surpassed expectations, quickly beating out his teammates consistently in Shogi and even presenting a slight challenge to Danzo, albeit he could only get the older man near a stalemate at the moment. Naruto had also taken to challenging the local genius, Nara Shikamaru to matches. However, while the boy excelled at the strategy portion of the lessons, it was Sai who excelled at retaining the knowledge.

Then there were their individual train sessions. Yakumo had become more imaginative with her genjutsu and had started delving into sensory genjutsu that she would layer overtop her more visual ones. Sai had been working on extending the length of his chakra-ink creations and even trying to form an ink bird that could be used for flight. Naruto on the other hand had focused on perfecting his control of his gloves, he could make each finger wire go in a different direction and even entrap multiple enemies at a time using the sturdy wires, his spiders had shown that they could travel across the wires, moving at a relatively quick pace to attack their entrapped prey.

All in all he was proud of his team's progress, especially when compared to most of the other new Genin teams. Hiruzen had visited a few times to check on the Genin. Finally though, his team was at a level where he felt they could begin doing the required D-rank missions before they would be allowed their C-rank.

 **Hokage Tower**

Hiruzen was pleased when he saw Team 11 finally arrive for their first missions. He had begun to worry that Danzo might be having them run missions behind his back again. Luckily it seemed he just wanted to make sure they would make a representation of Konoha shinobi for their clients, that they would be proud to show, unlike a number of other teams that loudly complained in front of their clients.

"Team 11, reporting for it's first mission Hiruzen." Danzo stated simply as the three Genin kneeled before their Hokage.

Hiruzen rose an eyebrow at the oddly large amount of respect being shown by these rookie Genin, "Very well, we have a 'Capture Tora' mission that would be perfect for your team."

Danzo nodded as his team left with their mission.

 **Konoha**

"Arachnid in position." Naruto confirmed.

"Illusion in position." Yakumo reported.

"Picture in position." Sai reported.

Naruto hummed as he spotted the target heading for his trap. A sudden yank and an agitated meow confirmed the target's capture, "Trap successful."

An elderly voice was heard over the radio, "Confirmation of target?"

"Red bow behind the ear. Target is confirmed." Yakumo confirmed.

Suddenly the members of Team 11 appeared in a small clearing, Sai holding Tora, tightly bound in wires. It had taken the team a total of two hours, using both of the artists techniques to guide the demonic cat towards an area where Naruto could safely capture it with his wires.

A small hissing could be heard from the blonde's coat. He quickly looked to his sensei, "They don't like the cat, but they respect her now. The queen wants to know if it can be assimilated, the hive would benefit from her speed."

Danzo actually appeared to be considering it, _'That damn cat has been terrorizing Genin for years, even mine and Hiruzen's team had issues with this abomination. Plus if the boy's hive gained that cat's durability and speed he would become quite the force. Then again I would hate if we had to explains to the Daimyo's wife, why her cat was eaten by spiders.'_ the old man finally let out a sigh and responded, "I'm sorry Naruto but you can't have the Daimyo's cat.

If Danzo didn't know better he would say that the boy was actually pouting. They quickly returned the cat and went back to training for the day.

 **Aburame Compound**

Naruto noticed the pattern that was quickly becoming apparent. His team would train for most of the day and then they would do a mission or two and finish the day with more training. The young Aburame couldn't be happier though, his worries of his teacher not being able to work with an Aburame were quickly put to rest. He was even getting noticeably stronger, which he began to appreciate even more when Shino told him about his own team's training. It would seem that the Jounin Kurenai had largely stuck with chakra exercises after failing to get the team to utilize genjutsu efficiently, she seemed to largely be relying on their clan training to get them through difficult situations.

His father had also started talking about his own time as a Genin under Danzo shortly after he had found out about the seal on Naruto's tongue. The blonde Aburame had been surprised that Danzo had been his birth mother's sensei and had taken that bit of knowledge as even further motivation to utilize the elderly man's teachings to their fullest.

Surprisingly, the boy had taken to working with Torune, like a fish to water. The older Aburame was everything he wanted to be as a shinobi. Someone who could and would give everything for clan and country. Torune himself enjoyed his lessons with Naruto, finding a kindred spirit in the younger Aburame. Both of them having dangerous beings that some didn't fully trust. They tended to spend a deal of their time thinking up ways to alter Torune's own jutsu so that they could be used with the spiders.

Torune had proposed letting one of Naruto's spider's eat his own insect, in order to utilize his own jutsu to their fullest potential, sadly Naruto rejected the idea for now, as he didn't want the same side-effects that currently afflicted Torune, largely his toxic skin.

It would be just a few more weeks that Danzo would test his team with a C-rank and depending on how things went, he would prepare them for the Chunin Exams.

* * *

 **A/N Alright, so yes Sai is simply a sociopath in this story, not trained to be emotionless. Also I am slowly picturing the Queen's personality as being akin to StarCraft 2's Abathur, I'm not completely sure why it turned out like this but it is. Finally, the pairing, I am really leaning towards KaruiXNaruto for this one and, unless something happens in my head, that will likely be the eventual pairing.**


	3. C-rank?

**A/N "Grenfell does not own Naruto" Now please enjoy the story!**

* * *

 **Hokage Tower**

Naruto was pleased on the inside, the time for their first C-rank mission had finally come. His team kneeled before their Hokage as they awaited his decision. Suddenly however, the team was interrupted by the arrival of Team 7. The blonde Aburame watched as the new arrivals marched up to the Hokage's desk, completely ignoring his team's presence and "requested" a higher ranked mission.

"Hokage-sama, Team 7 request's something higher than D-rank, these chores are to far beneath Uchiha-sama's skills!" stated the purple haired girl.

Naruto's spiders began hissing as they sensed his agitation at the girls tone. The purple haired girl, _'I think her name was Ami. A civilian kunoichi who never really stood out through the Academy.'_ Naruto noted idly, she wore a teal sleeveless shirt, black shorts, blue shinobi sandals, and her kunai and shuriken pouch on her hip. Finally her hitai-ate could be seen around her neck.

A pink haired girl named Sakura who wore a red chipao dress that was split at her hips and white circle designs at the bottom of the dress and on the back. She wore short, dark green shorts and blue shinobi sandals and her kunai and shuriken holster on her hip. Naruto noticed that her hitai-ate had been tied into her long hair. The girl had been nodding enthusiastically with Ami, seeming to agree.

Finally there was the Uchiha. Sasuke wore a blue, high collard short sleeved shirt with the Uchiha fan on the back, white arm and leg warmers, white baggy shorts, and blue shinobi sandals. His kunai pouch was strapped to his thigh and his hitai-ate was tied around his forehead. The boy had the decency to look embarrassed by the blunt comments, but he also wasn't attempting to stop his teammates or to deny the assumptions.

Behind them stood Hatake Kakashi, lazily reading his porn, allowing his student's to behave as they were. Naruto could see his sensei Danzo becoming agitated at the lack of respect shown towards the Hokage. Even the benevolent Hokage seemed to be a bit annoyed, if the vein on his forehead was anything to show for it.

Naruto could see a look flash before the Sandaime's eyes from his bowed position, before the elderly man nodded, "Very well, both of you have requested a C-rank mission and we only have the one, normally, I would simply give the mission to Team 13 alone, seeing as how they have actually completed the pre-requisites of obtaining C-rank missions, while Team 7 has only completed 5 D-ranks successfully."

The entirety of Team 13, even Danzo, could only look at Team 7 with a sweat drop. Alternatively, Team 7 was now looking at Team 13 as if they hadn't even noticed the additions in the room before they had barged in, "Since when have you been there?" asked an oblivious Sakura.

Naruto knew a headache would be coming out of this mission, "We have been here since before you arrived." though his voice was calm, there was a cold edge to it.

The Hokage soon continued talking, "Despite this, I believe that Team 7 would benefit from seeing the real world and learning what it means to be shinobi, therefore, both of your teams will be taking on this C-rank. You can come in now Tazuna-san."

As soon as the Hokage finished, an old man wearing a straw hat came in carrying a sake jug, "Yo, I'm the super bridge builder Tazuna..." the named Tazuna took one look at the teams and found himself disappointed, "I pay for guards and you give me a bunch of kids and two old men?"

The Sandaime merely rose an eyebrow, "These two teams should be more than adequate for the usual bandit's that usually pop up during C-rank missions, unless you mislabeled the mission Tazuna-san" The Hokage's voice gaining a hard edge at the end of it.

The bridge builder chuckled nervously, "N..no, actually these guards look perfect. Lets get going!"

Team 13 narrowed their eyes at the old man's suspicious behavior.

Danzo gained his team's attention, "Torune will be joining you for this mission, make sure that you pack up for a month and prepare for anything."

Team 7 looked at their accompanying team oddly at the mention of Torune. Sasuke decided to step forward and question them, "Who's Torune and why would he be joining us?"

Danzo eyed the young Uchiha, he never did like how people tended to faun over the traitorous clan, "Despite being a sensei, I am also an Elder of the village boy. As such, for longer missions I send my team with reasonable Jounin that I know and that are capable of training them."

Before anyone could leave however, they were once more stopped by the Hokage, "By the way Naruto.." the Sarutobi held out a medium sized, orange spiked spider to Naruto, "Please try to make sure you don't leave your companions around my office, you never know when something bad might happen to them."

Naruto merely nodded, taking his spider into his sleeve as they left. Upon reaching the Root headquarters to gather supplies, Danzo caught Naruto's attention, "So, he caught your spider?"

Naruto merely let a small smile grace his face, "Well... the largest one in there anyways."

Danzo chuckled at his student's statement. Shibi had given Naruto the traditional coming of age test in the Aburame clan. For some clan's it was learning a technique, like the **Great Fireball** jutsu for the Uchiha clan, or gaining a ninja hound for the Inuzuka. For the Aburame, it was having your hive infiltrate an inhabited or often used building or area, in order to gain information, the higher level of security, the higher your standing within the clan would rise. This also helped ensure that Aburame shinobi were among the best information gatherers outside of the T &I department. Throughout the past few weeks, Naruto had been leaving baby spider's within the Hokage's office, he had felt a few die throughout the process, but most were still hidden away. With the minimal amount of chakra, so long as they weren't seen they were just assumed to be normal spiders to a sensor.

It didn't take long for Team 13 to have their necessities sealed into scrolls and to be waiting at the gates for Torune, Team 7, and the client. A black clad Torune was the first to arrive. Next too arrive was the Genin of Team 7. Sasuke and Ami actually appeared to be prepared for the mission, both carrying a small backpack of supplies. It was Haruno Sakura that worried Naruto. She had arrived carrying a large briefcase, when questioned she had stated that it was full of her make up supplies.

Naruto and Torune both could feel their anger getting the best of them, hissing and buzzing coming from each of their clothes.

"Ya, well your Team looks like it didn't even prepare for the mission at all!" was her desperate attempt to save face in front of Sasuke. Yakumo and Sai finally face palmed at the girl's stupidity, Yakumo stepped up to talk, not trusting Naruto to not have his spider's eat her, while Sai stood back, drawing something out, "Pinky, we have our supplies sealed away so that we don't have to carry around bags." As she spoke Sai finished his drawing, making a black and white ink tiger appear from his small scroll. The tiger quickly attacked the briefcase before it vanished in an explosion of ink.

Sakura stared at the mess that was left behind, "What the hell was that?"

Torune decided now was the time to speak up, "That was the elimination of a risk to our client why? Because it would have slowed us down, and made you further of a liability in the field. Especially when you grew tired from carrying it around for hours."

Sakura looked down, suitably chastised by the elder shinobi, "Very well said, though the point could have been made without the destruction of my Genin's property." Stated the silver haired Jounin as he arrived with the client.

Sai merely shrugged at the rebuke, creepy smile on his face, "Ugly, shouldn't be bringing along anything of monetary or sentimental value when on a mission, if she doesn't expect it to be damaged."

Kakashi sighed, knowing that this was likely to be a long mission, as he saw Sakura trying to punch out the pale skinned boy, "Well, let's get moving before we run out of daylight."

The silence of the trip didn't last long, much to Naruto's displeasure. Pinky had apparently not been paying attention in class when they discussed the multiple shinobi villages throughout the various countries, as she had decided to ask about Nami no Kuni having a village to send requests to. This lead to Kakashi given a brief run down of the Big Five villages and their Kage.

At Sakura's incredulous look when Kakashi spoke of the power a Kage wields, Naruto decided to enlighten her, "Of the two people in the world to ever hold the title 'God of Shinobi' our Sandaime is the second. His knowledge is second to none and he is one of the few shinobi too have survived through three separate shinobi world wars. Despite his age, he is not a man to be underestimated."

Finally the pink haired girl seemed to get it as a slightly shocked looked appeared on her face, apparently not realizing just what the Sandaime's credentials were.

As they walked, they were only a few miles out of the village before an odd puddle was found near the road, they were in the middle of a dry spell, _'if these people aren't Genin, it is going to make any village they are or were apart of look like a joke.'_ Looking around, Naruto noticed his team spotting the obvious ploy, as did Kakashi, if his narrowing eye was any indication, and Sasuke.

As they passed the puddle two dark, cloaked missing nin appeared. They both wore a claw like gauntlet on one hand, with a chain linking them together and had crossed out Kiri hitai-ates. They quickly darted forward and wrapped their chains around a shocked Kakashi. Pulling the chain from both sides, they quickly carved through the Jounin.

"One down, Seven to go." The two said in unison. As the two began to move towards the group, Torune moved in front of the client, along with Ami and Sakura, both of which appeared to be nearly frozen. Sasuke threw a kunai at the chain, locking the two in place. However, the shinobi merely dislodged the chain and raced towards their client.

Naruto moved to intercept the left most nin, while Sai and Yakumo teamed up on the right most nin.

Naruto shot his wires towards the shinobi, who barely managed to dodge the pointed wires and continued forward. As he got within striking range, he felt a sharp sting in his neck. Suddenly a numbness spread throughout his body as he collapsed before his opponent, "...how?" he questioned.

Naruto adjusted his black and orange goggles from beneath his hood, "When you dodged the wires, you were too focused on me to notice my spider jump to your back."

Over with the rest of Team 13. Yakumo quickly went through the handsigns for one of her genjutsu, **'Sensory Illusion: Screech of Metal jutsu."** This genjutsu, made the victim believe that a loud mettalic screeching sound was occuring, when used by Yakumo the victim's ears would begin to bleed and they would slowly go deaf, the longer they are under it's affects the worse the damage is. Sai, using his opponents sudden disorientation from the Kurama's genjutsu, quickly drew a couple snakes to tie up the missing nin.

Kakashi suddenly appeared, now that the fight was over, proving that he had merely **Kawarimi'd** out of the chain. He took one look at the scene and eye smiled at the Genin, "Very good job all of you, we even managed to capture one for interrogation."

After learning that the missing nin, revealed to be the Demon Brothers, had been hired by Gato along with their boss and his apprentice, the teams had quickly discussed the mission and decided to continue anyway, though they did send an update to the Hokage.

Before they left however, the teams spotted Naruto staring at the now dead body of his opponent. They hadn't removed the venom in time to stop it from shutting down his lungs and heart. Kakashi decided to step forward, "It's ok Naruto, the first kill is always difficult."

The silver haired Jounin was confused as Naruto just shook his head, "That's not it..." he quickly turned to Torune, "May I test the experiment that Danzo-sensei suggested?"

Torune thought for a moment before nodding as he turned to Team 7 and the client, "You may not want to watch this." sadly they didn't take his advice.

Naruto approached the corpse, allowing the hole in his right palm to open. Finally he placed it on the corpse's back and allowed his spiders to pour from the hole. Team 7 and the client watched in horror, while Team 13 watched in a mix of fascination and apathy, as the spiders covered the body and it slowly began to lose mass.

Once the corpse was gone, Naruto stood up and seemed to be frozen. He was currently listening to his queen as she searched over what was gained from the corpse, _**'Nothing to be gained, hive can't extract jutsu or memories, speed and strength trained, conclusion normal humans not compatible with hive.'**_

Naruto nodded to himself as he addressed his team, "Failure, nutrients are still gained but it seems that normal humans have nothing that can be gained, bloodlines are still a possibility but not likely."

Torune simply nodded, while Team 7 looked horrified, "What did you just do?" Sasuke decided to ask.

Naruto just looked at him, head cocked to the side, "I attempted to assimilate any evolutionary upgrades he may have had to my hive, sadly he proved that I would gain only nutrients from having my spiders devour normal humans, nothing to strengthen them."

Sasuke paled at the implications, _'but he said a bloodline human might give him something, would he have his spiders devour me if I gained the_ _ **Sharingan**_ _?!'_

The black haired teen decided to put his thoughts to the side for now so that they could just finish their mission.

 **Nami no Kuni**

They teams had finally arrived within Nami, having entered the country via a small row boat. As they walked through the woods, they noticed an unnaturally thick fog. Suddenly Sasuke shot a kunai into the bushes. As they investigated what he was aiming at, the two Jounin noticed a snow white rabbit, _'That's strange, the rabbit should have changed it's coat by now...'_ as Kakashi thought this, his eye suddenly widened, "Get down!"

Sasuke laid flat, dragging Tazuna with him. Everyone else followed suit, with the exception of Naruto who found himself split in two by a large whirling sword. The two halves fell apart into a mass of spiders however, revealing themselves to be a bug clone of the Aburame, who appeared from the shadow of a nearby tree, quickly making his way to protect the client.

A new missing nin from Kiri arrived, standing upon the sword's hilt, as the sword remained stuck in a tree. The man had striped blue pants, a black straps over his bare chest, white and black striped arm and leg warmers overtop blue shinobi sandals, and bandages wrapped around his lower face.

"Momochi Zabuza, Demon of Kirigakure, I assume Gato sent you then?" Kakashi revealed.

Zabuza raised an eye, "Well, if it isn't Kakashi of the Sharingan, no wonder the Demon Brothers failed so spectacularly."

Kakashi quickly revealed his **Sharingan** eye, much to Sasuke's confusion. This caused Zabuza to laugh as he began to pump more chakra into his jutsu.

"The **Sharingan** for me? This early, I'm honored." Zabuza's chuckle echoed throughout the mist, "Eight points on the human body that when struck will cause death; larynx, spine, lungs, liver, jugular, subclavian artery, kidneys, heart. Now, which should I strike first?"

The Genin could feel the rising Killing Intent within the mist. Sasuke brought his own kunai up towards his neck, _'This Killing Intent... it's too much. Is this a Jounin? It would be better if I just..'_

Sasuke's escape attempt was interrupted by Kakashi, "Don't worry, I wont let any of my comrades die!" the Jounin stated firmly, inspiring the terrified Genin. Torune decided to speak up as well, "Remember your training, make Danzo-sama proud."

Team 13 quickly prepared to protect their client, sadly they were to late to set anything up as, at that moment, Zabuza reappeared, "Too late!" The missing nin suddenly appeared behind the Genin, sword in mid swing.

Thankfully, he was stopped by Kakashi, who had stabbed Zabuza with a kunai, sadly revealing him to be a water clone. The two Jounin, quickly began to play a game of tag, each catching the other in a death blow, only to be revealed as a clone. Torune quickly joined the fray as well, appeared behind Zabuza as he went to strike Kakashi again. The Jounin Aburame attempted a jab, hoping to infect the missing nin with his deadly Rinkaichu.

Unfortunately, Zabuza spotted him at the last minute and was able to dodge away from the jab, "So 'Death Touch' Torune is here as well is he? This might be more of a challenge then I..." It was at this moment that a trio of senbon needles found their way into Zabuza's neck, causing him to immediately collapse.

A masked hunter nin quickly appeared and grabbed Zabuza's body, "I thank you for your assistance in weakening this trash, I will spare your Genin the unpleasantness and dispose of the body elsewhere." With a quick **Shunshin** the hunter nin was gone. Torune was about to give chase, suspecting something was off about the hunter nin as well as potentially retrieve a sword of the Seven Swordsmen for Danzo, however Kakashi suddenly collapsed from over using his **Sharingan**.

Torune picked his colleague up and turned to their client, "Tazuna-san, is your house nearby?"

Tazuna quickly nodded, "Ya, just follow me, my daughter will be happy to provide your sensei with a bit of rest, though we don't have enough room for all of you."

Torune just shook his head, "My team and I are prepared to sleep outside, I doubt Team 7 has enough of the necessities to due so comfortably enough to be fully rested when needed."

Despite the Genin of Team 7's desire to dispute this, they knew it was true. This mission had shown each of them just how inadequate they were. Deep down each of them wanted to improve and vowed to convince Kakashi to train them even harder than before.

 **Tazuna's House**

The two teams soon found themselves standing before Tazuna's house. After a quick knock on the door and an explanation too the older man's daughter, the teens began to help around where they could before settling down for dinner.

It was around this time that the client's grandson decided to appear, "Ojiisan!" the young boy shouted, "Who are these people with you?"

Tazuna laughed as he hugged his grandson, "Well Inari, these are the super ninja who are going to protect me as I finish the bridge!"

Inari merely looked at them with contempt, "There just going to die Ojiisan." and with that the boy ran back to his room.

Tazuna merely looked down sadly, "I'm sorry about that, he's really a good kid."

The shinobi merely shrugged their shoulders and waved it off. Naruto decided to spend his remaining time during the meal, playing with one of his baby spiders. Tsunami, having noticed the somewhat familiar appearance of the spider decided to try and protect the young boy, "Excuse me, shinobi-san, you really shouldn't play with those types of spiders, their rather poisonous around here."

Naruto sighed at the woman's ignorance and began to explain himself, "Tsunami-san, this spider is from within my hive, I am perfectly safe with it, as is anyone else I decide is safe from them." To prove his point, he had the spider move directly in front of the woman and begin dancing in front of her, before bringing it back into his sleeve.

Tsunami merely stared at the young man in slight shock, "What do you mean hive?"

The Aburame adjusted his goggles as he explained, "Those of the clan I belong to, have hives of insect's that inhabit their bodies, due to circumstances, I became inhabited with a deadly species of spiders. My clan provided a home for me when I had none before and helped me to master my new hive."

All the civilian woman could say was, "Oh." as a slightly uncomfortable silence descended upon the room.

Finally Torune spoke up, "We will head to sleep now and figure out a protection detail in the morning, as well as check on Kakashi's condition. Hopefully he will be up and running again soon."

The next day found the two teams eating around a table. It seemed Kakashi merely needed a good night's rest and he was good to go. However, in the middle of eating his meal, Naruto's shot straight up, "The spider I placed on Zabuza is dead."

This statement obtained shocked reactions from the non-Aburame in the room, "When did you place a spider on him and why didn't you kill him when you had the chance?" Ami questioned.

Naruto sighed, "When his sword cut my clone in half, I had a smaller spider stick to the blade and hide. Had I ordered it to move, it's likely Zabuza would have spotted it before it could do any damage."

Kakashi nodded, "If our suspicions are correct, then the hunter nin was really Zabuza's accomplice, it's likely that when he was nursing Zabuza back to health, he spotted the spider, though whether or not the accomplice new about the spider's true threat is unknown."

Torune nodded, "Assume the worst possible scenario, we will begin your training in shifts, alternating with Team 7 for guard duty of the client."

It was soon decided that Team 7 would start training first, though Naruto and his team had to sweat drop when Kakashi revealed that his team would be working on tree walking. Yakumo couldn't help but laugh at the Genin's training.

Sakura, growing angry, decided to find out what was so funny, "And what's so funny about tree walking? I bet your team hasn't even finished the leaf exercise yet!"

If anything Yakumo's laughter grew even harder. Seeing that his teammate couldn't speak, Sai did it for her, "Actually Ugly, we completed the tree walking exercise about a week into our team assignments."

Team 13 quickly left with their client, before an argument could begin in earnest. At the bridge the team quickly spread out as they watched over the bridge builder. Yakumo and Sai standing at the completed end, Torune on the ground near the workspace, and finally Naruto in the scaffold, from there he spread out his spiders in a wide perimeter around the bridge.

The work went slowly, sadly none of the Genin or Jounin really had any skills that would help speed up the process. Torune chose this moment to speak to the team about their mission, "As you three know, we are an Assassination and Espionage team, this mission wouldn't usually be ours to take, therefore, I want you three to allow Team 7 to take the lead in fighting. If you see an opening where you are sure you will kill your opponent then take it, otherwise only interfere if an emergency comes up."

The three Genin responded with a nod as they kept walking towards the house. Upon arrival, they came upon an exhausted Team 7. It would seem that, while Ami and Sakura had completed the tree walking exercise in rapid time, it was largely due to their small reserves. To help fix this, Kakashi had the two girls continue running up and down the trees until they were exhausted.

The next day saw Team 13 standing on top of the nearby river. For their training, they would be working with weights on their limbs as they fought on top of the water. This way they would increase their physical abilities further, as well as their control, at least that is how Torune had explained it. Before they finished training, the team made sure to bring back some freshly caught food to give to Tsunami.

That night, was an almost exact opposite of the previous one. Team 7 came to the house looking refreshed and spotted the exhausted Team 13. It was this night that had one little boy's temper boiling over, "Are you even trying?! Gato's just going to kill you like everyone else!"

Naruto looked up from the baby spider he was playing with, "Gaki, we are shinobi. A civilian business man is only as dangerous as the thug's he can hire, we will kill him."

Inari just glared at the Aburame, "What do you know?! Shinobi this, shinobi that! You don't know anything about suffering!"

The room soon grew cold, a slight Killing Intent permeating the air from the various shinobi in the room. Naruto kept twirling the spider through his fingers, letting it hang down from a finger tip on occasion though, the spider now seemed slightly agitated.

"Let me tell you a story boy." Naruto began, his voice deceptively calm, "When I was five, I had no one. The orphanage didn't want me and most people glared at my mere existence. But I did find comfort in exploring the night. One night, I decided to explore a caged off portion of the forest in our village. I had stumbled upon a cave, with a most curious inhabitant."

At this point Naruto stared at the small spider, now resting on his finger, the attention from the people in the room focused on the boy's story. He had only ever told the Hokage and Shibi about what exactly happened that night, "These spiders are a curious creation of nature, originally they burrow into their prey and devour them from the inside out." here Naruto received gasps from some of the quicker members of his audience, "I was conscious when they first began to eat my organs, though I soon blacked out. It was still the most painful night of my young life. And yet, my story pales in comparison to some of the other tragedies that sit in this room with you. A shinobi's life is one of constant suffering, all for the sake of their village."

With that Naruto quickly left to prepare his spot at camp. Tsunami looked over towards the two Jounin, "How is he still alive?"

Kakashi decided to answer her, "He originally comes from a clan that was known for having incredible regenerative abilities, as I'm sure you can guess it can be both a blessing and a curse."

Finally everyone decided to head to bed. Inari appearing suitable chastised by the story and the reveal that that wasn't even the worst that others in the room had suffered.

This pattern continued for the week, leading up to when the Jounin believed Zabuza would likely be recovered. When the day finally came, Torune decided hide his team about the bridge, while Zabuza was likely to sense them, he may forget about their presence during a key moment in the coming fight. At least that was the older Aburame's hope.

The two teams decided to go the bridge together, though Torune left a few of his insects behind, in case Gato tried something more underhanded. As they approached the bridge, they arrived to it being covered in mist. Torune quickly dismissed his team. Naruto made his way up the scaffold as stealthily as possible, on the lookout for any new enemies, while Sai and Yakumo stayed on either side of the bridge, waiting for an opening. Team 7 gave a confused look towards Torune who simply shook his head as they entered the mist.

They soon found the dead bodies of several workers on the bridge, "So you lot finally showed."

Just like that, Zabuza appeared, leaning against some steel bars, "You even hid some of the little kiddies around the place, smart. Useless, but smart."

Beside Zabuza was the hunter nin, wearing a teal kimono top, with long sleeved black shirt and matching, knee length pants above grey sandals. The nin's black hair was tied up towards the back of his head, two long bangs framing his mask.

Four clones of Zabuza appeared around the two nin, however they were quickly dispatched by a smirking Sasuke.

Zabuza raised a brow, "It would seem you have a rival now Haku."

The named Haku merely nodded, "So it would seem, Zabuza-sama."

The battle between Kakashi and Zabuza proceeded as expected, Torune staying back to protect the client. Sadly no openings ever presented themselves for the Assassination team.

Sasuke, on the other hand, soon found himself trapped within a dome of ice mirrors. Sai had attempted to help out the Uchiha with his drawing, however they kept getting destroyed before they could do any real damage. Yakumo had helped him out somewhat by managing to catch Haku in a minor perception genjutsu, managing to just mess with his aim a bit. Nearly half of the hails of senbon completely missed the struggling Uchiha.

Soon however, the battles came to a head, Kakashi managed to use his hounds to trap Zabuza and prepared to use his original technique, **Chidori** , to finish off the missing nin. However, just as he was about to deal the finishing blow, his attack was intercepted by the masked nin.

Zabuza stared at his apprentice in shock, "Haku..."

Haku coughed up some blood, "I'm sorry... Zabuza-sama, this is the... end of my usefulness."

Before Zabuza could respond a loud clapping was heard from the end of the bridge, "So the Demon and his pet have failed, this is unexpected but useful, now I can just kill you and the rest of the Konoha ninja without much trouble, right boys!"

The mist cleared to reveal the short form of Gato, a small army of bandits cheering behind him.

Naruto had been able to see the newcomer's arrival from his position above the bridge. He quickly jumped down in front of the business man, signaling for his team to move with him. Naruto steadily watched the Bandits, allowing spider's to crawl around his coat and neck, "You know, most people believe that a spider can only reach you if it can crawl, that's why most believe there safe under the open sky."

Some of the bandits laughed at the seemingly pointless tangent, "What they forget though, is spider's are capable of limited gliding through their silk, fascinating isn't it?"

Like a switch had been flipped, spider's began to fall from the sky onto the unprepared bandits, killing the first line and frightening the second. As they moved to flee, they were met with black and white wolves surrounding their only escape route. The bandits now found themselves being killed one by one, spiders on one side and wolves on the other. Suddenly a number of bandits began to scream and roll around on the ground as if they were on fire, there brains slowly overloading due to the imagined pain.

Soon the only one left was Gato, staring at the spider on his hand, it's stinger poised to strike if he moved, "Now, Gato." Naruto began as he walked closer, flanked by his teammates.

"My little friend really doesn't like you, but I might be willing to call him off if you do something for me."

Gato stared up at the covered Aburame, quickly nodding his head, "Anything. Anything!"

Naruto smirked lightly, "I want your company, as well as the numbers to your bank accounts."

The crime lord almost looked hesitant, but the approaching stinger, quickly put that to rest, "Fine, it's all yours. You'll find the necessary papers behind my self portrait in my office at the headquarters."

Naruto merely nodded to himself. Finally he snapped his fingers and the spider dug it's stinger into the crime lord's hand, "W... why?" he managed to get out.

Naruto shrugged, "I said I might let you live, I didn't promise that I would."

Torune approached his Genin as Team 7 attended to Zabuza's final moments, "Nicely done you three, though a little flashy at the end, theatrics are find at times, but don't let them interfere with a mission."

Naruto nodded as they moved towards the corpses of the two missing nin. Torune quickly moved to seal up Zabuza's body and sword within a scroll as Naruto stood over Haku's corpse.

Sasuke saw their actions and decided to speak up, "What are you two doing?"

Torune decided to answer the boy, "Zabuza has a bounty on his head, the village can cash it in for the money and the Sword could be of use to an aspiring kenjutsu user, perhaps even someone from one of our teams, if they are so inclined."

Naruto glanced up at his clansman, "Torune-sensei, should I try this one as well, or would Danzo-sensei prefer the Yuki's corpse?"

"Yuki?" Sasuke questioned, trying to distract himself from what he was afraid might be coming.

Torune nodded to the Uchiha, "The Ice-release bloodline was known to have existed within Kirigakure's Yuki clan, we can only assume that the boy was from that clan." He then turned to Naruto, "Go ahead, this one isn't necessary for Danzo-sama."

Once again Naruto devoured the corpse and listened to his queen, _**'Hmm... confusing... can't extract bloodline, but... can utilize genes for increased cold resistance... hive faster in cold... hive adapt quicker... survive more severe conditions.'**_

Naruto nodded as the queen finished, "I can't gain the bloodline, though it seems that nature release traits from a bloodline human can give my spider's an increased resistance towards whatever the basis of the element is."

Torune nodded, slightly pleased at the result, "Good, Danzo-sama will be pleased with the results."

Kakashi decided to speak up now, "Well, our mission should be just about over, we can discuss the spoils when we return to the village. If anyone needs to talk about what was witnessed today, please speak to me before we get some sleep tonight. It is best not to let potentially traumatic event's fester within."

Though he said it to everyone, the statement was mostly directed towards his own team. Kakashi suspected that Team 13 had already been prepared to witness death and take lives.

Kakashi eye smiled at the Genin, "The mission is largely completed now, with Gato and Zabuza's death, so feel free to relax somewhat, but stay ready for the unexpected."

The gathered Genin merely stood at attention with a resounding, "Hai!"


	4. The Chunin Exams!

**A/N Alright, sorry about how long this has been taking me but I've been finding it difficult to think of how to write this chapter, I still don't feel like this one is at the level I want it to be but it is all I have.**

 **"Grenfell does not own Naruto in any way, shape, or form"**

* * *

 **Konoha**

Hiruzen sat in his office with Danzo standing slightly behind him, as he listened to the verbal reports given by teams 7 and 11. It seemed that The simple C-rank mission had ended up being woefully misrepresented.

Apparently, the teams had encountered a few missing nin, a rare bloodline, and had even managed to acquire the bounty on one Momochi Zabuza along with the Kubikiribocho. The only real problem at this point however was figuring out where to reward everything.

As the reports were finalized, the old Kage tiredly took a long puff on his pipe. Turning to Kakashi, who had his face hidden behind his little orange book, he spoke, "Typically spoils from missions are shared equally among the participants however in the case of rare artifacts first pick will usually go to the highest ranked member of the team. Kakashi, do you wish for the Kubikiribocho for yourself or your team?"

Kakashi glanced over his team before slowly shaking his head, "No Hokage-sama, the sword is too large for myself and Sasuke is the only other person on my team who would be suited for kenjutsu. However, he would likely run into the same problem as myself, especially if he develops his **Sharingan**."

Sasuke himself was slightly disappointed with his sensei's assessment but accepted the reasoning. While he believed that he could learn to wield the massive sword, the Sharingan was largely best utilized with faster paced attacks. Attacks that would be far more difficult to pull off while wielding such a cumbersome weapon.

Hiruzen nodded as he turned towards team 11's active sensei, "Torune would you like to lay a claim on the sword for yourself or your team?"

Torune looked over the Genin. He already knew that the blade wouldn't work for himself or Naruto, the thing would merely get in the way of their hives. Sai was being trained in smaller weapons and it would likely not fit with his fighting style. Finally there was Yakumo, his first instinct was too dismiss her as a possibility altogether. She was currently too weak to use the blade efficiently and her genjutsu skills were best with her drawings. However, an errant thought passed through his head, his eyes remaining trained on the Kurama heiress, _'Increased weight training, a few modifications... yes, this could work.'_

The Sensei looked towards Danzo, silently asking permission for his plan. The ROOT leader, having noticed his subordinate's pause on the Kurama heiress, had a general idea for what his trusted soldier wanted. Giving a slight nod of his head, the sensei had everything he needed for his request.

Torune stepped forward slightly and spoke to the Hokage, "I would request the sword be turned over to Kurama Yakumo."

Sasuke fumed at this, while he accepted the reasoning for why he couldn't wield the legendary blade, he also didn't want to see it go into unworthy hands, "I refuse to accept that the Kubikiribocho is placed into the hands of a girl who barely managed to pass the physical exam of the Academy! It would be better served being used as a trophy piece or in more experienced hands."

Hiruzen tapped his pipe against his desk, a frown on his face at the Uchiha's tone. As the room's attention was brought to the Hokage he decided to voice his own question, "While I do not appreciate the way young Sasuke spoke, I too would like to know your reasoning Torune. No offence to young Yakumo, but her poor physique is rather well known."

Yakumo looked down in slight shame at the reminder of her rather obvious problem. She soon felt a comforting hand on her shoulder. When she looked she could see her teammate Sai attempting to reassure her with a "kind" smile. She couldn't help but smile back to her teammate as she refocused on Torune's response.

"Hokage-sama, her physical problems can easily be rectified through seals and training. It might take some time but it can be done. As for my request, I was inspired by the fight with Zabuza actually." Torune paused as he allowed for that piece of information to sink in and for everyone to focus their attention on his explanation.

Noticing the Sarutobi motioning for him to continue, the elder Aburame explained himself, "The missing-nin utilized a dense mist along with Kiri's silent killing technique to use the blade too devastating effect. If we can get Yakumo to an acceptable level to wield Kubikiribocho and add some slight modifications too it, she could create an almost impenetrable genjutsu too hide within as she eliminates her targets."

Hiruzen nodded to himself, beginning to see the potential of the idea, "What modifications are you thinking of trying?"

Danzo decided to answer for his subordinate, "While the blade itself can't be altered, due to it's special properties, the hilt would be free game. It would be a simple matter too place a storage seal matrix upon it or even alter it too mix paint into the blade. Paint which Yakumo-chan could use to further her genjutsu in battle."

After taking another puff from his pipe, Hiruzen finally looked towards the Kurama, "And what do you think of this idea Yakumo? Would you like to learn to wield Kubikiribocho?"

Yakumo could feel various eyes on her now. She looked questioningly towards her teammates, who both gave slight nods for her to agree with the idea. With her team's support, the Kurama straitened herself and addressed the Hokage, "I would be honored to wield Kubikiribocho in the defense of Konoha, Hokage-sama."

Hiruzen nodded in acceptance as he tossed a scroll to each member of team 7, "Very well, team 11 shall receive Kubikiribocho. In return, team 7 shall split Zabuza's bounty amongst each other, minus the village fee of course."

 _2 months later_

Danzo had been pleased with his student's progress. After the events in Nami, the ROOT leader had decided that his team performed well enough to be recommended for the Chunin Exams. Ever since he officially signed them up, he had made them focus most of their training on building up their physiques and teamwork exercises.

Yakumo was the one who gained the most from these training sessions. While she was still no where near being a competent swordswoman, she was now able to utilize her Kubikiribocho with some of her stronger, landscape genjutsu.

The two male members of team 11 had not had much time to really improve upon much else, outside of their physical conditioning, though Sai was able to increase his draw speed and chakra reserves.

As a team they had created a few formations, largely focusing on using Yakumo's abilities to trap or confuse their targets while Naruto and Sai either assisted in the distraction or committed the execution.

Looking over his students Danzo couldn't help the small smile that appeared on his withered face. The Elder quickly called them over and watched as they stood at attention before him, "Listen carefully, tomorrow you will be attending the Chunin Exams. I expect to see each of you make it past the second exam. Is that clear?"

With a nod from each of his Genin, the one eyed elder continued, "Good, remember that you will be representing not only Konoha, but the roots that support our great tree. Do not disappoint me."

The Genin watched as Danzo left the training room.

"I'll return to the compound and prepare for the exams, I expect to see you both on time tomorrow." Naruto stated, getting determined nods from his teammates.

 _The Next Day_

The time had finally come for the exams. Team 11 met each other outside of the academy entrance. Sai, being the first to arrive, had noticed a slight change in his teammates' appearance.

Yakumo was now wearing a black and red version of her original outfit. While Naruto was wearing a hooded version of Torune's own uniform, with his fingerless gloves and wired claws.

Raising an eyebrow at his teammate's choice of dress, Sai couldn't help but comment, "Taking your hero worship a bit far Spidey?"

If he didn't know better, he would have sworn there was a distinct blush on the Aburame's face.

Naruto quickly stiffened himself out, eyeing the sociopath from behind his orange tinted goggles, "Just remember Sai, the spider's I have on you two can be used for more than just location."

And with that sobering thought the loving team strode into the building. As he walked, Naruto discreetly dropped some of his baby spiders, letting them wander around and try to find out information on his competition.

Quickly avoiding the mass of morons on the second floor of the academy, team 11 silently made their way into the exam room. Having ordered some of his spiders to spread throughout the room, some making their way onto the ceiling, while others climbed onto the loose tools of some of his competitors, Naruto felt more confident in his team's ability to make it through the first exam. Team 11 observed the various competitors from Suna, Kiri, Kumo, Oto, Ame, and Kusa. Not to mention various other teams from their own village.

Naruto was about to investigate a small disturbance between an Oto team and some Konoha Genin at the entrance of the room, however before he could get too close, a large group of Konoha Shinobi appeared in an explosion of smoke.

"Attention maggots! There will be no fighting while within this room." stated a scarred man with a black bandana over his head, "I'm Morino Ibiki and I will be the proctor of the first exam. The exam will be a written test and you will have an hour to answer the first nine questions. The tenth will be given at the end of the hour. These gentlemen behind me will be watching you all for cheating, if they catch you three times your team will be disqualified!"

 _2 Hours Later_

The first exam had gone well for team 11. It didn't take long for most of the competitors to realize that the objective was to cheat without being caught.. Naruto had used the spiders hidden around the room to gather the information then, while under one of Yakumo's genjutsu, he had a number of spiders spell out the answers for his teammates.

After the hour was over, the tenth question was asked. At the reveal that failing the tenth question would bar them from ever being Chunin, numerous teams had started dropping out, those that stayed were shocked when it was announced that they had passed the first exam.

Sadly most of the people the Aburame had placed his spiders on ended up being the failures and it was unlikely that he would be able to place more on those who were arriving to the second exam. Largely this was thanks to the tense atmosphere that their new proctor created.

Mitarashi Anko had made a rather loud entrance at the end of the first exam, where she had promised to eliminate the competitors by half. Needless to say, a number of the Genin were a bit nervous standing in front of the gated off Training Ground 44.

Anko quickly had one of her Chunin assistants pass out some paperwork to the various Genin as she stood to address the competitors, "Alright ladies welcome to my home away from home, The Forest of Death. Currently you should be receiving a form to sign, it essentially just says that if you die out here, I am not responsible. As soon as you turn in your forms, your team will receive either a heaven or earth scroll. The objective of the second exam is to obtain both scrolls and arrive at the tower in the center of the forest, all within five days. If you open your scroll before arriving at the tower you will be disqualified or if you arrive at the tower without both of your teammates you will be disqualified. Any questions?"

Various Chunin hopefuls were surprised before they began shouting out their questions.

"What about food?"

"Can we kill our opponents?"

"What kind of animals are in the forest?"

As the competitors quieted down, Anko spoke, "In order; eat what you kill, definitely, and find out for yourself!"

Soon enough team 11 found itself standing in front of one of the many gates that lead into the Forest of Death. As the countdown to the beginning of the second exam ticked away, the three Genin discussed how to go about passing the exam.

"The Ame team is one of the closest and one of their member has one of my spiders attached to them." Naruto stated.

Sai shook his head, "The Suna team looked to be dangerous and could become a problem later on, we should take them out now while the terrain is too our advantage. With a decent ambush we should be able to kill them quickly."

The two males turned towards the Kurama heiress, silently asking for her opinion. Yakumo merely shrugged as she spoke, "Why not both? We can hit the Ame team first, hopefully they have the scroll we need, and then we can take out the Suna nin. My question is, where do we camp if we end up being out here longer than we expected?"

Naruto seemed to be having an internal debate before he nodded his head, "The queen can lead us to her former cave."

Yakumo paled and Sai's smile appeared slightly more strained then usual, "Are you sure it will be safe for us Spidey?"

Naruto nodded carelessly, "Ya, she was the only queen within the forest and the Aburame have been keeping an eye out for any more infestations in the area."

Finally, with a loud blare of a horn, the gates burst open and team 11 raced into the forest.

It didn't take the team long to find their first target. The three Ame nin were standing in a clearing, apparently arguing on what to do. The three Genin were each dressed in beige jumpsuits with bandages covering parts of their eyes or the area around their eyes, they each also had an underwater breather in their mouths.

Naruto quietly signaled for Yakumo to start drawing out a landscape Genjutsu that would look exactly like the clearing their prey was currently standing in. While Yakumo was drawing, Naruto was slowly letting some of his adult spiders crawl out of the holes on his hands and make their way towards the Ame nin. Meanwhile, Sai was sending out one of his ink beasts to patrol around the clearing, in case someone interfered with their plan as well as to have a backup plan in case any potential survivors attempted to escape.

Soon enough the Kurama heiress completed her genjutsu, a large shimmer could be seen throughout the clearing, causing the Ame nin to instantly raise their guards in preparation for an attack. Seeing nothing happen, they had almost dropped their guard before the Genin with both of his eyes covered began screaming in pain and thrashing on the ground.

As his second companion began to scream the nin with both his eyes uncovered, opted to cut his losses and made a break for the forest, hoping that he could escape what ever it was that had caused his teammates apparent suffering. As he broke through into the forest, he never saw the white and black beast that pounced onto him from the trees.

Team 11 soon jumped into the clearing in order to search for the scroll, the ink beast having dragged it's victim back into the ambush zone.

Naruto frowned as he picked up the scroll from the one-eyed Genin's corpse, "Shit, another earth scroll, hopefully the Suna team will have what we need then. Sai, can you find them?"

Sai nodded as he created an ink bird to search over the forest, quickly finding the location of the three Suna nin.

Upon arrival, Naruto noticed that the Suna team appeared to have just finished a fight against another group of Ame Genin. He took a moment to examine the new Genin. The apparent leader of the team was a red head, wearing a black outfit with white cloth straps and a gourd strapped to his back, he also had the Kanji for "love" carved into his forehead. to his left was a teen with purple face paint, wearing a black cat-like suit and a large wrapped package on his back. To the red head's right was a blond haired girl wearing a lavender outfit that ended at her thighs, in her hands she held a large war fan.

Deciding to attack the potentially weakened team, he quickly signaled Yakumo to cast a sleeping genjutsu. They watched as two of the Suna Genin collapsed, however the red head simply turned a bored stare towards Yakumo's location.

Knowing that she had been discovered, Yakumo quickly moved around the clearing as her teammates attacked. Naruto had shot out his clawed wires as Sai attempted to draw an ink beast. Before the claws could get to close to the red head, a wall of sand shot out of his gourd, stopping the clawed wires in their tracks.

Before the red head could go on the attack however, a black and white beast attacked him from behind. His sand had easily blocked the beast's claws and made quick work of the creature. With a quick hand sign, the sand surrounded the creature and compressed itself, causing an explosion of ink.

The red head blinked in surprise, "Where is the blood? Mother demands your blood!" he shouted at the Konoha Genin.

As he started to attack the duo of Genin that confronted him, he found it difficult to land his sand on them. The pale faced one kept moving around and peppering his sand shield with kunai, explosives and the occasional black and white beast, while the hooded Genin kept trying to shoot his claws when he thought he had an opening. The red head had enough when he felt the third Genin's chakra spike, deciding to end the fight quickly and feed his mother Konoha blood, he acted.

Naruto discreetly created a spider clone of himself and hid a distance behind the Suna nin. He watched as the unstable Genin managed to catch his clone off guard and crush it like he had the ink beasts. Using the momentary surprise the Genin had when spider's began to crawl out of his sand, Naruto raced towards the Genin's exposed black.

Unfortunately, he underestimated the Suna nin's sand defense. As soon as he came within range, the sand shot out of the gourd and grabbed his hand. In a last ditch effort he opened the hole on his palm and had some of his spiders jump onto the red head's exposed skin. To his shock, when the spiders stung into the Genin's skin they were met with a tough layer of sand and were unable to penetrate the skin.

Before help could come, the red head used an all to familiar hand sign and sand surrounded the Konoha Genin up to his head. As the red head was about to order the sand to crush his captive, Sai shot out towards the Suna Genin's teammates and held a kunai to the female's throat.

"Let him go, or your teammates die." Sai stated, his smile still etched on his face, "We can all still leave this clearing alive, no need for deaths if there is no true gain after all."

The red head stared emotionlessly at the pale skinned Genin that held his teammate hostage, "Mother demands blood and she will have it."

And with that he crushed the captured Genin. The red head moved towards the apparently shocked Genin who was staring at the broken body of the hooded spider user. Before the Konoha nin could move, the red head caught him with his sand and quickly crushed his body. The Suna nin relished in the blood that sprayed onto his body and the content purring that came from his mother. Knowing that he had been a good son, he barely registered the flight of the third Genin.

* * *

 **A/N Alright so I wanted to add a bit of information for people. I don't like doing dummy updates of my stories just to give a temporary status update so I will be releasing that info on my profile. The only exceptions for this is in the case of abandoned stories and completed stories. Anyway, I hope people found some enjoyment out of this chapter, until next time!**


	5. Reactions and Feelings

**A/N Grenfell does not own Naruto or anything other than the voices in his head.**

* * *

 **Forest of Death**

Yakumo raced through the tree tops, trying to get as much distance between her and that monster of a Genin. Two forms trailed behind her as she arrived before a large cave.

"It seems we can't take things lightly here." She half mused to the other two figures as they stepped up to her side.

"Mhmm, without the genjutsu covering our escape he likely would have killed us. We should wait until nightfall for our next group." Naruto proposed.

Sai and Yakumo nodded in acceptance as they entered the cave to rest and prepare to try to find another scroll. Naruto's clothes began to ripple and move around as numerous spiders crawled from his body and made their way around the cave, many congregating in hiding spots near the entrance.

Seeing what her squad mate was doing, Yakumo assisted by putting up another landscape genjutsu, causing the cave entrance to appear to be caved in.

Without the adrenaline from their flight, Naruto began to feel the pain that came from his arm. While he had managed to avoid the crushing damage of the Suna shinobi's sand, the course grain had been able to sheer off some of the skin on his arm.

 _"Wound superficial, painful but not debilitating. Skin re-grown within two cycles."_ The Queen stated from within Naruto.

 _"Could we do something to speed up the process?"_ Naruto questioned.

It took the Queen a few moments to respond as she thought of the problem, _"Increased regeneration would require energy. Could convert from external material, complex sequence required. Dangerous to host, not recommended."_

Naruto nodded his head in acceptance as he began to bandage his arm, Sai helping as he went. As his teammates were the only beings nearby it would seem he would have to recover the normal way for now. Besides, it would probably be better not to experiment in the middle of the Exams.

"Thoughts on the Suna team?" Naruto finally questioned as everyone settled in.

"The one we fought is unstable." Sai stated, "The way he talked about this 'mother' was disturbing."

Naruto nodded, "The sand itself was also acting strangely. Moving when he was distracted, reacting despite his apparent surprise."

Yakumo hummed thoughtfully, "Could the sand be sentient? Seals have been known to do strange things, maybe binding a spirit or demon into the gourd. It might explain the mother comment."

"We will have to try and stay as far from him as possible for now. Worst case scenario Yakumo, we will have to rely on you to take him out, your Genjutsu at least had varying effectiveness against him." Naruto stated as he paced around the cave, gingerly patting his now bandaged arm.

"The black suited cat boy with the fondness for make-up may be a member of the Puppet Corps." Sai began to explain, "Danzo-sama's files have some information on a group with a similar uniform. The Suna Puppet Corps seems to have a fondness for dark, full body clothing and war paint."

Yakumo nodded her head in agreement, "It would explain some of his behavior during the First Exam, I noticed his fingers would begin to move when something surprised him. If he learned to wield a puppet as his main weapon, then his first instinct would be to utilize his chakra strings. It is unlikely that a Genin has managed to stop that particular tell from showing yet."

"Finally we have the blonde kunoichi" Naruto began, "She had a large fan like object on her back so a potential fuuton user, likely too heavy to utilize effectively without some kind of strength training."

Finally coming to a stop in front of his team, Naruto began to speak, "If we run into them again, our best bet would be to try and separate the trio. Isolate the red head from the other two and we should be able to take care of them, hopefully the scroll would be on one of them otherwise it would be a wasted effort."

Feeling that they had a plan in place in case they ran into the Suna team again, the trio settled down for some rest.

The next morning, they rushed out of their hiding spot and went in search of another team. Thankfully they came across an already dead team from Kusagakure and even managed to find the scroll buried nearby,

 _'Either their killers wanted it hidden as a back up, or they simply couldn't find where their victims hid it.'_ Naruto thought to himself, _'Either way this makes things easier for us.'_

With both scrolls in hand, the trio swiftly made their way to the tower at the center of the forest. Luckily beyond a couple of encounters with the local wildlife, they made it to the tower without incident. Upon arrival they opened there scrolls, throwing them onto the ground when they spotted the seals on the paper. Smoke erupted from the combined scrolls, soon revealing the covered form of Torune.

It was several days later that Naruto's team found themselves standing with the other survivors of the Second Exam. Before them stood the robed form of the Hokage, flanked by a duo of Anbu guards.

"Congratulations to all of you who have made it through the Second Exam. Unfortunately there were too many Genin who have passed the exams so far, so we shall have to hold a preliminary round before you may advance to the finals."

Disgruntled muttering broke out among the Genin as a random shinobi shouted out at the aging Hokage, "This is bullshit, why cant we just advance on?!"

The Hokage's eyes narrowed at the Genin's distinct lack of disrespect but, due to the circumstances he let it pass, "Your sensei have all been informed of the preliminary and the reasoning for it, if you wish to find out you may question them. Now for an explanation on how the Preliminary round will work I bring your attention to Gekko Hayate."

A sickly looking shinobi coughed in front of his hand as he stepped forward, "Before we begin... anyone who feels they can't continue please back out now."

Several hopefuls decided that they weren't fit enough to be able to fight, including a silver haired Genin with round glasses. Upon seeing that no one else was leaving, the proctor explained that pairs of individuals would be randomly chosen and would have to fight in the arena, the fights were to end when the proctor called the match.

Hayate ushered everyone into the walkway overlooking the arena before beginning to have the first set of names drawn.

Most of the fights Naruto watched were rather dull, though the one between the Yamanaka and Haruno was somewhat amusing. After all, it's not every day that you see a double knock out.

Sasuke ended up fighting a Konoha nin with a strange leach-like ability. The fight ended with the Uchiha using a modified version of the 'Strong Fist' style to knock out his opponent.

Yakumo's opponent had been relatively simple to put down, the poor fool hadn't had much experience with Genjutsu to begin with it seemed.

Naruto frowned as the fights continued, there were very few decent showings, though that could have simply been due to some of the contestants keeping their skills hidden.

Finally Naruto saw his name appear on the board and slowly made his way down to the arena. Across from him stood a Kusa shinobi by the name of Haru Akio. The boy seemed to believe he would be able to win the battle, judging by the smug look on his face.

As soon as the call to begin the fight went out, Akio quickly went through a series of hand signs before shouting, _"Fuuton: Shadow Scythe Jutsu!"_

Naruto frowned as he began to try dodging arcs of wind that the jutsu created, idly noticing deep gouges appearing wherever they hit. It was when he barely side stepped on of the arcs that he found himself surprised by a cut appearing up his arm, re-opening the bandaged wounds from his previous fight with the red haired Suna shinobi.

Naruto frowned as he glanced back at the rest of the damage around him, just noticing the slightly copied gouges surrounding him.

Looking over at his grinning competitor, whom was beginning to send another round at the Genin, Naruto spoke, "I've seen enough."

With that Naruto began to let spiders crawl and glide out of his arms and onto the floor. He quickly had them charge towards the Kusa Genin, intent on devouring their newest meal.

Akio frowned as he began to try and distance himself from the skittering horde, occasionally cutting through them with his Fuuton Jutsu.

"Damned Aburame and their bugs," he muttered, barely dodging a group of the spiders lunging at him, "What the fuck kind of Kikaichu are these anyways."

From behind the Kusa Genin came a quiet voice, "Arachnids."

As soon as he registered the word, he felt a sharp pain at the base of his neck and could feel... something crawling under his skin. One something became two then four, six, until his entire body felt like it was being devoured from the inside out.

Naruto stared down at the black mass of spiders as they finished their meal. It was relatively simple to get close to the Genin once he had focused on the horde, rather than the Shinobi controlling them. Once close enough, he had set his hand on the shinobi's neck and unleashed his mass of spiders.

Among the spectators there appeared to be a bit of shocked silence. Not quite sure on what to do, Naruto looked towards the proctor, gently coughing into his hands to get the man to gain some focus back into his blankly staring eyes.

"Right... that will be the end of the match, Aburame-san is the winner!"

On the inside, there was a small part of him that was hurt at how the other Konoha Genin flinched when he had neared him where before they had been noticeably cheering on other Konoha competitors. On the other hand it wasn't anything new. The Aburame as a whole were typically kept at a distance by most within the village.

The hooded boy soon made his way back to his team, where he was met with a light pat on the back from the Kurama heiress and a half hearted attempt at a smile from the sociopathic painter. Off to the side Naruto could see Torune nod his head in approval. His idol's silent praise helped to briefly raise his feelings of dejectedness but, he still felt himself in turmoil whenever he spotted one of the Genin glance towards him warily.

Soon enough the rounds came to an explosive end when a rather eccentric Genin named Rock Lee had an arm and leg crushed by the Red-haired Suna nin, Gaara. The match had been called in the foreigner's favor when the bushy browed Genin's sensei jumped in to save his life.

With that match's calling the number of potentials had been halved. The third round was soon announced as being a tournament not unlike what this preliminary round had been like. They also drew names to decide who would be paired with whom.

Naruto stared down at his opponent's name, a frown marring his face before he left with his team.

The trio's first order of business was to head home, or in Sai's case return to the base.

 **Aburame Compound**

Naruto stood before Shibi as he reported his performance. It was when he reached the part of his story where he returned to the stands after his fight that his shoulders began to shake and the spiders within his body could be heard skittering in agitation.

"I... don't understand. The clan shows approval of my spiders and Danzo-sensei always seems to be proud when I use them... but everyone else almost seemed afraid... disgusted." Naruto stated, his voice breaking slightly.

Shibi nodded his head in understanding, "I had a feeling this would come up at some point. These are abilities that we train in from a young age my arachnid and to us they will always be normal, a part of who we are. The rest of the village though will likely never understand it, even the Inuzuka can't fully comprehend the depth of our connection to our hives. As such actions that too us are normal, such as feeding out insects, are completely alien too them."

Naruto stared at the ground as he tried to calm himself, taking deep breaths. He knew that he shouldn't allow himself to get so bothered but, for some reason seeing all the wariness from the very people that he could be fighting side-to-side with, had struck deeply.

 _'Just one more reason to stay with ROOT I guess.'_ he though to himself, a slight grin on his face at the thought of the secretive organization.

 **Kurama Compound**

Yakumo frowned as she stared at some of the paintings in her room. It seemed her clan's elders still weren't pleased with her decision to join the shinobi corps. Now they were criticizing her performance at the exams and for 'shaming her parent's memories' by working with the Aburame.

The Kurama rivalry with the Aburame was something even Yakumo hadn't been aware of before getting her team, she wasn't even sure if the Aburame themselves were aware of her clan's disposition. Sadly the elders refused to tell her why they seemed to dislike the hive infested clan, though she suspected that it might have had something to do with the goods each clan manufactured.

Kurama paintings often competed with Aburame silks. The general population could really only afford one luxury or the other and the silk clothing of the Aburame had far more uses than their clan's paintings typically did. Still, it seemed a bit strange to get mad over that considering it wasn't like her clan was losing to much money, the wealthy still loved to decorate their homes with her clan's paintings.

In a sudden fit of rage, Yakumo punched a nearby wall. the young heiress had overheard them talking about sealing her powers in order to try and get her dropped from the corp. Apparently the clan believed she had become to much of an 'embarrassment' and were going to put an end to her... 'youthful rebellion'. In other words, they felt she was becoming to much of a threat with her successes as a kunoichi and wanted to ensure she wouldn't get any stronger.

In a spur of the moment decision she retrieved her painting supplies and thought back to one of the first lessons Danzo-sensei had taught her team.

 _"If a weed surrounds the tree then it must be cut out before it can choke the life out of the tree. No matter where it originates, it is our solemn duty to keep the tree healthy and strong. To be the roots that support the great tree from the shadows of it's boughs. Never be afraid to act."_

Yakumo smiled as she painted her salvation. At the time, she hadn't been sure of what Danzo-sensei had meant, riddles and metaphors weren't her strong suit, but now... now she was sure what it was that he had implied.

Screams and banging could be heard in the hallways and along the walls. Through it all the Kurama heiress just grinned, the occasional chuckle leaving her lips, the door firmly sealed behind her so that none could stop her from ensuring the great tree's re-invigoration.

The brown haired girl smirked as the screams slowly died out and she was able to fully appreciate her finished portrait, that of shadowy forms with vicious claws and teeth, dripping with blood and gore, running through a Kurama Compound hallway and the remains of familiar faces left in their wake.

Yakumo nodded to herself as she grabbed the painting, "I hope Danzo-sensei likes my latest piece, it should make a good present."

Dark, demonic shadows followed the Kurama heiress as she cheerfully skipped through the gore covered halls of her clan's compound.

 **Root Base**

Sai stared at the auburn-haired operative sitting across from him. Shortly after the team's formation Danzo had set up weekly meetings between Sai and Fu. Due to Fu's training with the Yamanaka clan, it was hoped that he would be able to help Sai... socialize more and better blend in to public environments.

"I haven't gotten to see you in a while, Bastard-san." Sai stated with a mocking grin etched on his face.

Fu's eyes darkened momentarily. It wasn't that the insult was truthful, his parents were happily married thank you very much, but it was an insult he had heard often when he was younger, due to his odd hair color. Sadly he made the mistake of reacting when Sai had first used the name and the young sociopath had latched on to it ever since.

"I'm so pleased to see you in my office again Sai-kun, how have you been feeling?"

The pale painter tilted his head to the side as a frown marred his face, "I.. don't know."

Fu arched a brow at the odd response interest seeping into his tone, "Would you like to elaborate?"

The frown deepened as Sai tried to explain his feelings, "It started during the preliminaries. For some reason, after one of the matches, I got this almost vibrating warmth in my chest and I began imagining ways to kill some of the spectators."

The Yamanaka nodded his head understandingly, "What precisely happened when you began to get these thoughts and feelings?"

"I think it happened when the Captain came back from his match, though the thoughts didn't start occurring until some of our comrades flinched when he walked near them." Sai explained.

Fu blinked, "Captain?"

"Aburame-san didn't appreciate his name and... argued his objection sufficiently."

Fu nodded, though confusion still marred his face, "I see... it almost sounds like you were angry on behalf of your teammate."

Sai's head cocked to the side, "Angry?"

The Root agent sighed slightly at his patient's denseness, "It is an emotion that typically occurs when something happens that we don't like or approve of."

Fu noticed the frown making it's way back onto Sai's face, "It's a good thing Sai, this is showing that you are making progress. If any more strange feelings come up please don't hesitate to either come to me or even one of your teammates... though I might suggest Kurama. The Aburame sometimes have an odd way of explaining emotions."

Sai nodded as he fled the room, deep in his own thoughts.

The following days were hectic, not only for the Root team but for Konoha as a whole.

It wasn't long before news of the Kurama Clan massacre spread throughout the village. With the Uchiha Clan massacre still fresh in numerous minds, there was an expedient investigation into who was responsible, some even fearing the return of Uchiha Itachi.

To Naruto and Sai's surprise, Yakumo merely smiled serenely whenever it was brought up, although her neck seemed to develop a slight twitch if the topic was touched on for too long. The duo had tried to question her directly on if she had seen anything but she would always start talking about some of her latest paintings, all of them being a lot darker in nature than usual. Naruto assumed it was due to the trauma that she likely experienced. Every so often however, Danzo-sensei would give her a look when she became to focused on a painting.

On a lighter note though, there training had really been stepped up. Yakumo was finally going through katas for the Kubikiribocho and the seals for the massive blade had been completed by Root's seal masters.

Sai had been set to practice using a tanto. The idea was to give him more close combat support, at least to the point where he could get away and prepare his ink creatures. The weapon itself had been modified to hold a spare brush and plenty of ink sealed into the scabbard.

Finally Naruto had been set to escalating his hive experiments. Danzo-sensei had set him to finding more resistances for the spiders and seeing if he could create separate sub-species within his body.

Specifically the Elder wanted to see if the boy could create a winged variant of the deadly spider.

All in all the month's training was spent on shoring up the team's deficiencies and broadening their skill base wherever they could.

 **Hokage's Tower**

The Professor sat behind his desk, hands crossed before his face and pipe forgotten at his side as he thought about the events that had been taking place throughout the Chunin Exams. Orochimaru sightings, hospital break-ins, murdered shinobi, and the death of the Kurama Clan.

And wasn't that last one a mixed bag. While the loss of any Clan is devastating, the Kurama had never truly been brought into the Shinobi ranks, they were always quite resistant to any efforts of recruitment. Really the disconcerting thing was that they couldn't find the killer. For all the evidence they had picked up, it was almost as if the killer(s) had appeared and then vanished once the killing was done.

Honestly the old Hokage wanted to question the young Kurama heiress on what she had seen but, with the third round coming up, he wanted to appear as impartial as possible so as not to paint a target on the young girl's back. It didn't help either that Danzo had taken his whole team underground for the duration of their training.

 _' More than likely to one of his damned ROOT compounds he likes to pretend I'm ignorant of'_ Sarutobi thought to himself in wry amusement.

Speaking of the Root team, the Hokage found his mind drawn to the young lad he still felt a great deal of responsibility for. Naruto had certainly grown into a polite child under Shibi's parentage. Though it would have been nice if more of Kushina's personality had shined through the boy.

Turning around in his chair Hiruzen found himself staring at the smiling picture of a blond-haired man wearing a long white coat.

"I think you would have been proud of him, Minato. That boy has grown to be a strong and confidant young man, if a bit odd" the Hokage paused his mutterings for a second before nodding his head determinedly, "He is strong enough and discreet enough to be able to handle the secret, I'm sure of it now. I promise that I will tell him the truth after the Exam, regardless of how it ends."

The old man chuckled as he noticed one of said boy's baby spiders start to crawl it's way out of his office, _'Of course, he is still a bit naive if he thinks I don't know about everything in this office.'_ The Hokage of course new about the various practices of the clan's in his village, but he didn't feel the need to really intervene unless a serious issue was being presented and the seals set in place over the office, created by Uzumaki Mito herself, did a fantastic job of ensuring informational security anyways.

 **Aburame Compound**

Naruto had calmed down from his small break down over the month and was back to his normal comported self. Currently he was listening to one of the spiders he placed in the Hokage's office as it reported what it had found.

"So that dirty old man is spending his time reading those perverted books again huh. No wonder he is always behind on his paperwork." The Aburame muttered to himself as he leaned back against the wall in his room. While he may hold a great deal of respect for the old man, he definitely didn't approve of his perverted hobbies.

With the report done Naruto returned to conversing with the Queen about the new species currently being born amongst his spiders.

* * *

 **A/N Alright, Grenfell is back. While not pleased with how this chapter started (part of why it took so long) I was actually happy with the ending. We got to see a bit more of the emotional side of these characters, rather than the cold, logic driven personas I had been spreading for the whole team. I hope people liked the slight change of pace (though the cold personas are not gone for good).**

 **For people who are curious the fights played out basically like they did in canon, the Kiba one will be mentioned next chapter though. Also the third round fights will go into more detail for most people involved.**

 **I hope you all enjoyed and it was worth the regrettably long wait. Till next time! -Grenfell**


End file.
